BRIDGE LOAN AGREEMENTBridge Loan Agreement • October 28th, 2004 • Infinium Labs Inc • Services-business services, nec • New York
THIS BRIDGE LOAN AGREEMENT, dated as of October 20, 2004, is entered into by and between INFINIUM LABS, INC., a Delaware corporation with headquarters located at 2033 Main Street, Suite 1309, Sarasota, FL 34237 (the “Company”), and each individual or entity named on a signature page hereto (as used herein, each such signatory is referred to as the “Lender” or a “Lender”) (each agreement with a Lender being deemed a separate and independent agreement between the Company and such Lender, except that each Lender acknowledges and consents to the rights granted to each other Lender [each, an “Other Lender”] under such agreement and the Transaction Agreements, as defined below, referred to therein).
SECURITY INTEREST AND PLEDGE AGREEMENTSecurity Interest and Pledge Agreement • October 28th, 2004 • Infinium Labs Inc • Services-business services, nec • New York
SECURITY INTEREST AND PLEDGE AGREEMENT ("Pledge Agreement"), dated as of October 20, 2004, by and among the persons set forth on Schedule 1 (each a “Secured Party” and collectively, the “Secured Parties”), INFINIUM LABS, INC., a Delaware corporation having its principal executive offices at 2033 Main Street, Suite 1309, Sarasota, FL 34237 (the “Company” or the “Debtor”), TIMOTHY M. ROBERTS (the “Pledgor”) and KRIEGER & PRAGER, LLP, as agent for the Secured. Parties (the “Agent”).
FORM OF NOTEBridge Loan Agreement • October 28th, 2004 • Infinium Labs Inc • Services-business services, nec • New York
This Note is being issued pursuant to the terms of the Bridge Loan Agreement, dated as of October ___, 2004 (the “Loan Agreement”), to which the Company and the Holder (or the Holder’s predecessor in interest) are parties. Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Loan Agreement.
FORM OF WARRANTWarrant Agreement • October 28th, 2004 • Infinium Labs Inc • Services-business services, nec • New York
THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD OR OFFERED FOR SALE IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES OR AN OPINION OF COUNSEL OR OTHER EVIDENCE ACCEPTABLE TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.
